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                               July 31, 2023

       Ting Kin Cheung
       Chief Executive Officer
       Plutus Financial Group Limited
       8/F, 80 Gloucester Road
       Wan Chai, Hong Kong

                                                        Re: Plutus Financial
Group Limited
                                                            Amendment No. 5 to
                                                            Draft Registration
Statement on Form F-1
                                                            Submitted July 3,
2023
                                                            CIK No. 0001933021

       Dear Ting Kin Cheung:

             We have reviewed your amended draft registration statement and
have the following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

             After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Amendment No. 5 to Draft Registration Statement on Form F-1

       Cover Page

   1.                                                   Please disclose here
the location of your auditor.
   2.                                                   Please revise your
disclosure here, in your prospectus summary, your summary of risk
                                                        factors and risk
factors sections to disclose whether you have a cash management policy
                                                        that dictates how funds
are transferred. In addition, please state that there is no assurance
                                                        that the PRC government
will not intervene or impose restrictions on your ability to
                                                        transfer cash into or
out of China, including Hong Kong.
 Ting Kin Cheung
FirstName  LastNameTing  Kin Cheung
Plutus Financial Group Limited
Comapany
July       NamePlutus Financial Group Limited
     31, 2023
July 31,
Page  2 2023 Page 2
FirstName LastName

Margin Financing, page 4

3.       We note the response to comment 4. Please revise your disclosures to
address the items
         below.
             Disclose any renewal process (and related timing) and how initial
margin limits are
             determined and subsequently modified.
             We note your disclosure on page 4 that IPO financing generated
interest income of
             HK$330,000 for the year ended December 31, 2021 but that, based on
your
             disclosure on page F-19, no IPO margin loans were outstanding at
year-end. To
             provide a better link between these items, revise your
disclosures, here or elsewhere,
             to provide a rollforward or similar detail showing activity for
non-IPO and IPO
             margin lending activities during the periods presented.
             We note your disclosure that you have not written off any margin
loans or IPO loans
             for the periods presented. We also note your disclosure on page 25
that you have
             historically incurred losses and experienced customer disputes
related to margin
             financing. Enhance your disclosure to discuss the nature of and to
quantify such
             losses and disputes.
             Here or elsewhere in the filing, revise to discuss and quantify
financing and / or other
             costs associated with margin lending activities for the periods
presented.
Summary of Significant Risk Factors
Risks Related to a future determination that the Public Company Accounting
Oversight Board,
page 9

4.       We note your disclosure about the Holding Foreign Companies
Accountable Act. Please
         expand your disclosure here and throughout to disclose that the
Holding Foreign
         Companies Accountable Act, as amended by the Consolidated
Appropriations Act, 2023,
         decreases the number of consecutive "non-inspection years" from three
years to two years
         and thus reduces the time before securities may be prohibited from
trading or delisted.
Because all of the Company's operations are in Hong Kong, page 10

5.       Please expand your disclosure here to specifically discuss risks
arising from the legal
         system in China, including risks and uncertainties regarding the
enforcement of laws and
         the risk that rules and regulations in China can change quickly with
little advance notice.
PRC Government Permissions and Approvals, page 16

6.       Please revise to identify your Hong Kong counsel on page 16. In
addition, we note that
         the CSRC recently published Trial Measures that impose certain filing
requirements for
         direct and indirect overseas listings and offerings. Please disclose
how, if at all, the Trial
         Measures apply to this transaction, whether you and relevant parties
to the transaction
         have or will comply with your obligations under the Trial Measures,
and the risks to
         investors of non-compliance.
 Ting Kin Cheung
Plutus Financial Group Limited
July 31, 2023
Page 3
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operatons for Fiscal Years Ended December 31, 2021 and 2022
Revenues, page 57

7.       We note the response to comment 12 and revisions to your disclosures.
Please address the
         items below.
             We note your disclosure that you act as a facilitator and assist
to liaise with third
             party brokerage companies, but we are unclear about what this
means. Describe for
             us the full transactional process for a purchase and sale of a
fractional share,
             including ordering, execution of a purchase and of a sale, custody
/ holding,
             fulfilment, record-keeping, and transfer to other brokers. Your
description should
             include identify who is responsible for each step of the process
(such as a Plutus
             entity or a third party).
             In addition, clarify the treatment of any residuals. For example,
if only whole shares
             can be traded (bought / sold) in the market, tell us whether an
account in the name of
             and owned by a Plutus entity holds and / or provides residual
amounts so that the
             customer's fractional share can be traded in the market, or
whether a third party does
             so.
             We note your disclosure of the revenue related to fractional share
trading. Quantify
             for us, in your response letter, the share / transaction volumes
for the periods
             presented.
8.       We note that your disclosure on page 61 says interest income generated
from margin
         financing increased year-over-year because of an increase in the
number of customers
         utilizing the margin financing services and the increase in size of
such margin financings.
         Page 64 also says that more customers utilized margin financing limits
granted to them in
         2022 versus 2021. However, your disclosure on page 68 says that the
amount of margin
         lending to customers declined year-over-year because customers were
utilizing a lesser
         portion of the margin limit available to them. Please revise your
disclosures to reconcile
         these statements.
Operating Expenses, page 61

9.     Please revise your disclosures to provide additional detail regarding
the commission
       expense incurred in fiscal 2022, such as (i) the number of account
executives who
       received commissions; (ii) their name(s) if they are related parties;
(iii) general terms of
       the arrangements; and (iv) whether you expect this level of commission
expense to
       continue. In addition, quantify the amount of new investments generated
for the Company
       and the associated revenues recognized on such investments generated
during the periods
       presented.
FirstName  LastNameTing Kin Cheung
Comapany
10.         NamePlutus
       Please             Financial
               revise to address theGroup Limited
                                    reasons for the decrease in management fees
during the year
       ended  December
July 31, 2023 Page 3      31, 2022.
FirstName LastName
 Ting Kin Cheung
FirstName  LastNameTing  Kin Cheung
Plutus Financial Group Limited
Comapany
July       NamePlutus Financial Group Limited
     31, 2023
July 31,
Page  4 2023 Page 4
FirstName LastName
Segment Performance for fiscal year ended December 31, 2021 and 2022
General and administrative expenses, page 65

11.      Please revise your disclosure to disaggregate the components
comprising your general and
         administrative expenses that have been allocated to each segment. In
addition, revise to
         provide a discussion of the changes in these components for the
periods presented.
Analysis of Items with Major Changes on the Consolidated Balance Sheets
Balances with related parties, page 69

12.      Please revise to note the special dividend of HK$24,451,000 and to
either (i) discuss the
         related accounting and payment terms of the remaining amounts owed by
Mr. Zhao or (ii)
         include a reference here to where you have disclosed it elsewhere in
the filing.
Business
Underwriting and Placing Services, page 81

13.      Please revise to also identify when the representative equity and debt
capital markets
         transactions took place.
Related Party Transactions, page 108

14.      Refer to your response to comment 21. Please revise your disclosure on
page 108 to
         describe the individual transactions with related parties falling
under "Amounts due from
         related parties," and disclose here the nature of the relationship
with Fund SPC and its
         subsidiaries.
15.      Refer to your response to comment 22. Your disclosure on page 108 that
you intend to
         settle the amount due from Mr. Zhao by way of an offsetting dividend
distribution and / or
         by cash within 2023 is inconsistent with your disclosure on page F-22
that the amount due
         from Mr. Zhao will be settled by cash repayment from Mr. Zhao. Please
revise for clarity
         and consistency.
Notes to Financial Statements
Note 18. Restatement, page F-25

16.      We note your response to comment 25. Please address the items below.
             Provide us, in your response letter, with a more fulsome
discussion of what specific
            errors you identified and corrected. In this regard, we note that
multiple comments in
            our prior letter (such as 11, 24, and 25) referenced areas where
you had appeared to
            change accounting conclusions. Your response should clearly
indicate each instance
            in which you changed your accounting conclusion / treatment,
summarize the prior
            accounting treatment, note the revised conclusion / treatment,
state any related
            corrections, and quantify the impact to related financial statement
line items.
             Tell us, to the extent that it is not already covered in the
bullet above, the balance
            sheet impact of your change to your underwriting activity principal
conclusion.
 Ting Kin Cheung
Plutus Financial Group Limited
July 31, 2023
Page 5
             Disaggregate for us the securities brokerage commission and
handling fee line item
           you present on page F-24, consistent with how you present those
items separately in
           your consolidated statements of comprehensive income (loss).
Exhibit 23.1, page ii

17.    Please ensure that your consent correctly identifies the amendment
number filed. In this
       regard, we note that this most recent amendment has been identified as
amendment
       number five but appears to be amendment number four.
       You may contact Marc Thomas at 202-551-3452 or Cara Lubit at
202-551-5909 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Sonia Bednarowski at 202-551-3666 or Jessica Livingston at 202-551-3448
with any
other questions.



                                                            Sincerely,
FirstName LastNameTing Kin Cheung
                                                            Division of
Corporation Finance
Comapany NamePlutus Financial Group Limited
                                                            Office of Finance
July 31, 2023 Page 5
cc:       Joe Laxague, Esq.
FirstName LastName